Looking to incorporate in the Buckeye State? Rocket Lawyer can show you how to set up your Ohio corporation and file all the necessary paperwork step by step.
State Processing Fees and Times
Wondering what the processing time and fees are for starting an Ohio corporation? Like most states, Ohio can give you a pretty accurate estimate. Rocket Lawyer has the average wait times for both expedited and standard filings for all states.
Ohio charges a corporation filing fee. All state fees for Ohio are listed in our incorporation center. Just click on "compare pricing."
Deciding Between an Ohio C-Corp and S-Corp Tax Designation
Because limits on liability, structure, management and compliance documents are the same, deciding between filing an S Corp and a C Corp comes down to the following differences in Ohio:
- Ownership Rules: A C Corp can have unlimited shareholders and stock classes. An S Corp is limited to a maximum number of shareholders, usually 100, and only one stock class.
- Taxes: A C Corp is taxed separately. It files taxes at the corporate level, and shareholders may also pay taxes on their individual dividends. S Corps are considered "pass-through" tax entities. No taxes are paid at the corporate level. Instead, taxes are paid individually by the owners.
- Documents: An S Corp must file IRS Form 2553 to elect S Corp status. A Notice of Subchapter Selection must also be filed with the Ohio Department of Taxation.
Ohio has certain requirements regarding the personnel who begin and run your corporation. These are:
- A single incorporator is allowed in Ohio. There are no age or residency restrictions.
- Under Ohio law, your corporation must have at least three directors unless it has fewer than three shareholders. In this case, there must be an equal number of directors and shareholders.
There is no minimum age requirement for directors.
Directors are not required to be Ohio residents.
Other Requirements for Your Articles of Incorporation
In addition to personnel requirements, your Ohio Articles of Incorporation must also meet other requirements.
The Articles must include your corporation's name and address, including city, village, township and county. You must also include the number of shares the corporation can issue and the terms under which it can issue them. If the corporation will have initial capital, you must state this. The Articles must also mention the purpose for which the corporation is formed, unless it's a for-profit corporation. All your incorporators must sign the Articles of Incorporation.
Ohio requires that every corporation have a registered agent. A registered agent is the person or business responsible for receiving tax, legal and government documents on behalf of your corporation during regular business hours. Every corporation needs one. If your agent is an individual, he or she must reside in Ohio, and you must include your agent in your Articles of Incorporation. We'll help you designate your registered agent when you incorporate with Rocket Lawyer.
Guidelines for Your Name
Your corporation's name is how it will be known to the world. Ohio has a few requirements:
- Your company name must end with "Company," "Co.," "Corporation," "Corp.," "Incorporated" or "Inc."
Your name must be distinguishable from all other entity names on file with the Ohio Secretary of State.
Ohio Corporate Taxes and Reports
Although it's not the most enjoyable part of owning a business, you must pay taxes for your new corporation. Before you can start doing business, you must apply to the IRS for an EIN, an employer identification number. An EIN is the equivalent of your company's Social Security number. Rocket Lawyer has more information regarding the tax structures of S corporations and C corporations.
Ohio does not require the filing of an annual report.
Corporate Record Keeping and Filing Requirements
Ohio requires that corporations create and keep corporate meeting minutes to maintain their corporate status. Unlike some other states, however, Ohio doesn't require corporate bylaws. Rocket Lawyer helps you compare bylaw requirements and corporate meeting minute requirements from state to state. It's recommended that you keep these documents regardless of whether they're required. They help protect the legality of your corporate status.
- Corporate Minutes document - This document is used to record the official actions taken during a formal meeting of the board of directors or shareholders of a corporation.
- Corporate Bylaws document -This document defines the corporation's structure and specifies how the corporation will conduct its affairs.
Corporate Requirements by State
Starting a new corporation in Ohio is exciting and challenging. Rocket Lawyer wishes you success and prosperity in your venture, and we're always here to help when you need us.
This article contains general legal information and does not contain legal advice. Rocket Lawyer is not a law firm or a substitute for an attorney or law firm. The law is complex and changes often. For legal advice, please ask a lawyer.